Placement Agency Agreement Sample Contracts

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • November 15th, 2024 • Calidi Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
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12,000 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A 600 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • September 7th, 2022 • New York

Blue Ridge Bancshares, Inc., a Missouri corporation (the "Company"), Blue Ridge Bank and Trust Co., a Missouri state chartered bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. (the "Placement Agent") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agent of 12,000 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $1.00 per share, of the Company (the "Series A Securities") and 600 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $1.00 per share (the "Series B Securities", and together with the Series A Securities, the "Securities").

EXHIBIT 1.1 PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • October 23rd, 2015 • Cel Sci Corp • Biological products, (no disgnostic substances) • New York
PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • September 25th, 2024 • Elevai Labs Inc. • Pharmaceutical preparations • New York
PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • November 18th, 2024 • 374Water Inc. • Motors & generators • New York
INVENTERGY GLOBAL, INC. PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • October 12th, 2016 • Inventergy Global, Inc. • Telephone communications (no radiotelephone) • New York

Inventergy Global, Inc., a Delaware Corporation (the “Company”), proposes, subject to the terms and conditions herein, to issue and sell up to an aggregate of 6,000,000 shares (the “Shares”) of Common Stock of the Company, par value $0.001 per share (the “Common Stock”), warrants to purchase up to an aggregate of 6,000,000 shares of Common Stock (the “Warrants”), and up to an aggregate of 6,000,000 shares of Common Stock issuable from time to time upon exercise of the Warrants (the “Warrant Shares”) to certain investors (each an “Investor” and, collectively, the “Investors”), in an offering under its registration statement on Form S-1 (Registration No. 333-211211). We are offering one Share together with one Warrant (the Shares and the Warrants, together, the “Securities”) with each whole Warrant exercisable for one Warrant Share. The Securities are more fully described in the Prospectus (as defined below). The Company desires to engage Chardan Capital Markets, LLC (“Chardan”) in conne

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • November 8th, 2024 • Fangdd Network Group Ltd. • Real estate • New York
PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • November 14th, 2024 • Glucotrack, Inc. • Surgical & medical instruments & apparatus • New York

This letter (this “Agreement”) constitutes the agreement between Glucotrack, Inc., a Delaware corporation (the “Company”) and Dawson James Securities, Inc. (“Dawson”) pursuant to which Dawson shall serve as the placement agent (the “Placement Agent”) (the “Services”), for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and placement (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement). The Company expressly acknowledges and agrees that Dawson’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Dawson to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Dawson placing the Securities.

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • September 30th, 2024 • Theriva Biologics, Inc. • Pharmaceutical preparations • New York
PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • June 4th, 2024 • FibroBiologics, Inc. • Pharmaceutical preparations • New York
Contract
Placement Agency Agreement • October 24th, 2024 • Biovie Inc. • Pharmaceutical preparations • New York

CERTAIN PERSONALLY IDENTIFIABLE INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT PURSUANT TO ITEM 601(A)(6) OF REGULATION S-K. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED.

Contract
Placement Agency Agreement • September 3rd, 2024 • BioCardia, Inc. • Biological products, (no disgnostic substances) • New York

Subject to the terms and conditions of this letter agreement (the “Agreement”) between A.G.P./Alliance Global Partners, as the sole placement agent (“A.G.P.”) (A.G.P. is also referred to herein as the “Placement Agent”), and BioCardia, Inc., a Delaware corporation (the “Company”), the parties hereby agree that the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of registered securities of the Company, consisting of: (i) shares of common stock, par value $0.001 per share (“Common Stock”), (ii) pre-funded warrants to purchase Common Stock (the “Pre-Funded Warrants”), and (iii) warrants to purchase Common Stock (the “Common Warrants” and collectively with the Pre-Funded Warrants, the “Warrants”). The Common Stock and Warrants actually placed by the Placement Agent are referred to herein as the “Placement Agent Securities.” The Placement Agent Securities and shares of Commo

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • April 7th, 2023 • WeTrade Group Inc. • Services-computer processing & data preparation • New York
1,875,000 Shares NAVIOS MARITIME ACQUISITION CORPORATION Common Stock ($0.0001 par value per share) PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • October 25th, 2019 • Navios Maritime Acquisition CORP • Deep sea foreign transportation of freight • New York

This placement agency agreement (this “Agreement”) confirms our understanding that Navios Maritime Acquisition Corporation, a corporation incorporated under the laws of the Republic of the Marshall Islands (the “Company”), hereby appoints the placement agents named in Schedule II hereto as its placement agents (the “Placement Agents”), for whom you are acting as manager (the “Manager”), in connection with the proposed sale to certain investors (the “Direct Offering”) of 1,875,000 shares of its Common Stock, par value $0.0001 per share (the “Shares”). On the basis of the representations and warranties contained herein, and subject to the terms and conditions set forth herein, the Placement Agents agree to use their best commercially practicable efforts to solicit and receive offers to purchase the Shares. Notwithstanding anything to the contrary contained in this Agreement, the Placement Agents shall have no obligation to purchase any of the Shares, or any liability to the Company if an

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • October 31st, 2024 • 1847 Holdings LLC • Services-management consulting services • New York
PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • March 11th, 2019 • Altimmune, Inc. • Pharmaceutical preparations • New York
SANUWAVE HEALTH, INC. PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • February 3rd, 2016 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
Placement Agency Agreement
Placement Agency Agreement • November 1st, 2024 • Lixte Biotechnology Holdings, Inc. • Pharmaceutical preparations • New York
PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • July 29th, 2019 • Staffing 360 Solutions, Inc. • Services-help supply services • New York
FORM OF PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • March 18th, 2024 • Ispire Technology Inc. • Cigarettes • New York
PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • September 17th, 2024 • Focus Universal Inc. • Industrial instruments for measurement, display, and control • New York
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PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • November 14th, 2024 • Super League Enterprise, Inc. • Services-computer integrated systems design • New York

This Placement Agency Agreement (“Agreement”) sets forth the terms upon which Aegis Capital Corp., a New York corporation (“Aegis” or “Placement Agent”), a registered broker-dealer and member of the Financial Industry Regulatory Authority (“FINRA”), shall be engaged by Super League Enterprise, Inc., a Delaware corporation (the “Company”) to act as the exclusive placement agent in connection with the private placement (the “Offering”) of shares (the “Shares”) of Series AAA Junior Convertible Preferred Stock, par value $0.001 per share (the specific sub-series to be sold will be called Series AAA-3 Junior Convertible Preferred Stock and Shares issued at subsequent closings will be designated Series AAA-4 Junior Convertible Preferred Stock, Series AAA-5 Junior Convertible Preferred Stock and so on and all subseries of such stock being sold in the Offering is sometimes hereinafter referred to as the “Series AAA Junior Preferred Stock”). The Offering will consist of a minimum of 1,000 share

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • August 8th, 2014 • Enumeral Biomedical Holdings, Inc. • Services-computer programming, data processing, etc. • New York

This Placement Agency Agreement (“Agreement”) sets forth the terms upon which Katalyst Securities LLC., a registered broker-dealer and member of the Financial Industry Regulatory Authority (“FINRA”) (hereinafter referred to as the “Placement Agent” or “Katalyst”), shall be engaged by Enumeral Biomedical Holdings, Inc., a publicly traded corporation duly organized under the laws of the State of Delaware hereinafter referred to as the “Company” or “ENUM”), to act as a non-exclusive placement agent (“Placement Agent”) in connection with the private placement (hereinafter referred to as the “Offering”) of units (the “Units”) of securities of the Company, as more fully described below. The initial closing of the Offering will be conditioned upon the receipt and acceptance of subscriptions for the Minimum Amount (as defined below) and the consummation of a reverse triangular merger (the “Merger”) between a subsidiary of the Company and Enumeral Biomedical Corp., a Delaware corporation (“Enum

CAPSTONE TURBINE CORPORATION 21,485,660 Shares Warrants to Purchase 6,445,698 Shares Common Stock ($0.001 Par Value) PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • September 18th, 2008 • Capstone Turbine Corp • Engines & turbines • New York

The undersigned, Capstone Turbine Corporation, a Delaware corporation (the “Company”), hereby addresses you (the “Placement Agent”) and confirms its agreement with you as follows:

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • August 14th, 2014 • DanDrit Biotech USA, Inc. • Pharmaceutical preparations • New York
NB CROSSROADS PRIVATE MARKETS FUND VII LP Placement Agency Agreement
Placement Agency Agreement • October 22nd, 2021 • NB Crossroads Private Markets Fund VII LP • New York

AGREEMENT made as of the [ ] day of [ ], 2021 by and between NB Crossroads Private Markets Fund VII LP, a Delaware limited partnership, with its principal office and place of business at 325 North Saint Paul Street, 49th Floor, Dallas, Texas 75201 (the “Fund”), and Neuberger Berman BD LLC, a Delaware limited liability company with its principal office and place of business at 1290 Avenue of the Americas, New York, New York 10104 (the “Placement Agent”).

Neonode Inc. 1,808,000 Shares of Common Stock, par value $0.001 per share PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • October 21st, 2021 • Neonode Inc. • Electronic components, nec • New York

Neonode Inc, a Delaware corporation (the “Company”), proposes to issue and sell 1,808,000 shares (the “Offered Shares” or “Offered Securities”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), to certain investors (each, an “Investor” and collectively, the “Investors”). The Company desires to engage you as its placement agent (together, the “Placement Agent”) in connection with such issuance and sale. The Offered Securities are more fully described in the Registration Statement (as hereinafter defined).

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • December 22nd, 2016 • Us Energy Corp • Crude petroleum & natural gas • New York
PLACEMENT AGENCY AGREEMENT July 18, 2023
Placement Agency Agreement • August 2nd, 2023 • KWESST Micro Systems Inc. • Services-prepackaged software • New York
GP NURMENKARI INC. NORWALK, CT 06854 TEL: 212-447-5550 Member: FINRA & SIPC PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • December 17th, 2018 • Neurotrope, Inc. • Pharmaceutical preparations • New York

This Placement Agency Agreement (“Agreement”) sets forth the terms upon which GP Nurmenkari Inc., a registered broker-dealer and member of the Financial Industry Regulatory Authority (“FINRA”) (hereinafter referred to as the “Placement Agent”), shall be engaged by Neurotrope Inc., a publicly traded Nevada corporation (hereinafter referred to as the “Company”), to act as Placement Agent in connection with the registered direct offering (the “Offering”) of the securities of the Company referred to below (the “Securities”) directly to various investors (each, an “Investor” and, collectively, the “Investors”). The Closing (as defined below) of the Offering will be conditioned upon certain conditions described herein.

EXACTECH, INC. Shares of Common Stock, $0.01 par value per share PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • May 9th, 2008 • Exactech Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
Contract
Placement Agency Agreement • May 23rd, 2024 • Volato Group, Inc. • Air transportation, nonscheduled • New York
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